AMAZON COM INC — fact timeline

AMAZON COM INC incurred term loan of $17.5 billion with Citibank N.A., as administrative agent, and the lenders party thereto at Term SOFR Rate plus an applicable margin ranging from 0.625% to 0.875% maturing three-year anniversary of the date that the loans under the DDTL Facility are borrowed.

“On June 8, 2026, Amazon.com, Inc. (the “Company”), Citibank N.A., as administrative agent, and the lenders party thereto entered into a term loan agreement (the “DDTL Credit Agreement”). The DDTL Credit Agreement provides the Company with a $17.5 billion senior unsecured delayed draw term loan credit facility (the “DDTL Facility”).”

AMAZON COM INC entered into DDTL Credit Agreement with Citibank N.A., as administrative agent, and the lenders party thereto valued at $17.5 billion (effective 2026-06-08).

“On June 8, 2026, Amazon.com, Inc. (the “Company”), Citibank N.A., as administrative agent, and the lenders party thereto entered into a term loan agreement (the “DDTL Credit Agreement”). The DDTL Credit Agreement provides the Company with a $17.5 billion senior unsecured delayed draw term loan credit facility (the “DDTL Facility”).”

AMAZON COM INC shareholders rejected Shareholder proposal requesting establishment of a worker-oriented AI advisory council at the 2026-05-20 meeting.

“A shareholder proposal presented at the Annual Meeting of Shareholders pursuant to the Company’s bylaws requesting that the Company establish and maintain a worker-oriented AI advisory council was not approved, as set forth below:”

AMAZON COM INC shareholders rejected Shareholder proposal requesting a mandatory independent board chair policy at the 2026-05-20 meeting.

“A shareholder proposal requesting a mandatory independent board chair policy was not approved, as set forth below:”

AMAZON COM INC shareholders rejected Shareholder proposal requesting a report on impact of climate commitments at the 2026-05-20 meeting.

“A shareholder proposal requesting a report on impact of climate commitments was not approved, as set forth below:”

AMAZON COM INC shareholders rejected Shareholder proposal requesting additional reporting on impact of data centers on climate commitments at the 2026-05-20 meeting.

“A shareholder proposal requesting additional reporting on impact of data centers on climate commitments was not approved, as set forth below:”

AMAZON COM INC shareholders rejected Shareholder proposal requesting a report on charitable partnerships at the 2026-05-20 meeting.

“A shareholder proposal requesting a report on charitable partnerships was not approved, as set forth below:”

AMAZON COM INC shareholders approved Advisory vote on compensation of named executive officers at the 2026-05-20 meeting.

“The compensation of our named executive officers as disclosed in the proxy statement was approved in an advisory vote, as set forth below:”

AMAZON COM INC shareholders approved Ratification of appointment of Ernst & Young LLP as independent auditors for fiscal year ending December 31, 2026 at the 2026-05-20 meeting.

“The appointment of Ernst & Young LLP as our independent auditors for the fiscal year ending December 31, 2026 was ratified by the vote set forth below:”

AMAZON COM INC shareholders approved Election of Directors at the 2026-05-20 meeting.

“On May 20, 2026, Amazon.com, Inc. (the “Company”) held its Annual Meeting of Shareholders. The following nominees were elected as directors, each to hold office until the next Annual Meeting of Shareholders or until his or her successor is elected and qualified, by the vote set forth below:”

AMAZON COM INC entered into Letter Agreement with OpenAI Group PBC valued at $35.0 billion (effective 2026-02-27).

“On February 27, 2026, Amazon.com NV Investment Holdings LLC (“Amazon Sub”), a wholly-owned subsidiary of Amazon.com, Inc. (the “Company”), entered into an equity commitment letter agreement (the “Letter Agreement”) with OpenAI Group PBC (“OpenAI”), pursuant to which Amazon Sub agreed to purchase shares of OpenAI’s Series C Preferred Stock (the “Commitment Shares”) with an aggregate purchase price of $35.0 billion (the “Commitment Amount”).”

Adam N. Selipsky departed as CEO Amazon Web Services at AMAZON COM INC.

“On May 14, 2024, Amazon.com, Inc. (the “Company”) announced that Adam N. Selipsky, CEO Amazon Web Services, is resigning from the Company, effective as of June 3, 2024.”

AMAZON COM INC: Amended bylaws to adopt Delaware Court of Chancery as exclusive forum for certain claims and federal courts as exclusive forum for Securities Act claims (effective 2024-05-03).

“On May 3, 2024, the Board of Directors of Amazon.com, Inc. (the “Company”) approved and adopted amendments to the Company’s Amended and Restated Bylaws (the “Bylaws”) to provide that the Court of Chancery of the State of Delaware is the exclusive forum for certain state corporate law or shareholder derivative claims, and that the federal district courts of the United States of America are the exclusive forum for the resolution of any action asserting a claim under the Securities Act of 1933, as amended, in each case to the fullest extent permitted by law and unless the Company consents in writing to the selection of an alternative forum.”

AMAZON COM INC reported first quarter ended March 31, 2024 results: revenue $143.3 billion, net income $10.4 billion, EPS $0.98 per diluted share.

“SEATTLE—(BUSINESS WIRE) April 30, 2024—Amazon.com, Inc. (NASDAQ: AMZN) today announced financial results for its first quarter ended March 31, 2024. • Net sales increased 13% to $143.3 billion in the first quarter, compared with $127.4 billion in first quarter 2023. Excluding the $0.2 billion unfavorable impact from year-over-year changes in foreign exchange rates”

AMAZON COM INC reported the year ended December 31, 2023 results: revenue $574.8 billion, net income $30.4 billion, EPS $2.90 per diluted share.

“Full Year 2023 • Net sales increased 12% to $574.8 billion in 2023, compared with $514.0 billion in 2022. Excluding the $0.1 billion unfavorable impact from year-over-year changes in foreign exchange rates throughout the year, net sales increased 12% compared with 2022. • North America segment sales increased 12% year-over-year to $352.8 billion. • International segment sales increased 11% year-over-year to $131.2 billion. • AWS segment sales increased 13% year-over-year to $90.8 billion. • Operating income increased to $36.9 billion in 2023, compared with $12.2 billion in 2022. • North America segment operating income was $14.9 billion, compared with an operating loss of $2.8 billion in 2022. • International segment operating loss was $2.7 billion, compared with an operating loss of $7.7 billion in 2022. • AWS segment operating income was $24.6 billion, compared with operating income of $22.8 billion in 2022. • Net income was $30.4 billion in 2023, or $2.90 per diluted share, compared”

AMAZON COM INC reported the fourth quarter ended December 31, 2023 results: revenue $170.0 billion, net income $10.6 billion, EPS $1.00 per diluted share.

“Fourth Quarter 2023 • Net sales increased 14% to $170.0 billion in the fourth quarter, compared with $149.2 billion in fourth quarter 2022. Excluding the $1.3 billion favorable impact from year-over-year changes in foreign exchange rates throughout the quarter, net sales increased 13% compared with fourth quarter 2022. • North America segment sales increased 13% year-over-year to $105.5 billion. • International segment sales increased 17% year-over-year to $40.2 billion, or increased 13% excluding changes in foreign exchange rates. • AWS segment sales increased 13% year-over-year to $24.2 billion. • Operating income increased to $13.2 billion in the fourth quarter, compared with $2.7 billion in fourth quarter 2022. • North America segment operating income was $6.5 billion, compared with an operating loss of $0.2 billion in fourth quarter 2022. • International segment operating loss was $0.4 billion, compared with an operating loss of $2.2 billion in fourth quarter 2022. • AWS segment o”

AMAZON COM INC incurred revolving credit of up to $5.0 billion with Citibank N.A., as administrative agent at applicable benchmark rate specified in the agreement plus 0.45%, with a commitme maturing 364 days.

“The Short-Term Credit Agreement provides the Company with an unsecured revolving credit facility with a borrowing capacity of up to $5.0 billion.”

AMAZON COM INC incurred revolving credit of up to $15.0 billion with Citibank N.A., as administrative agent at applicable benchmark rate specified in the agreement plus 0.45%, with a commitme maturing five years.

“The Credit Agreement provides the Company with an unsecured revolving credit facility with a borrowing capacity of up to $15.0 billion.”

AMAZON COM INC terminated 364-Day Revolving Credit Agreement ($10.0 billion) with JPMorgan Chase Bank, N.A. valued at terminated on November 1, 2023 (effective 2023-11-01).

“The Short-Term Credit Agreement replaces the prior $10.0 billion 364-day revolving credit agreement entered into by the Company, JPMorgan Chase Bank, N.A., and other lenders on November 18, 2022, which was terminated on November 1, 2023.”

AMAZON COM INC terminated Amended and Restated Credit Agreement ($10.0 billion) with JPMorgan Chase Bank, N.A. valued at terminated on November 1, 2023 (effective 2023-11-01).

“The Credit Agreement replaces the prior $10.0 billion amended and restated credit agreement entered into by the Company, JPMorgan Chase Bank, N.A., and other lenders on March 29, 2022, which was terminated on November 1, 2023.”

AMAZON COM INC entered into 364-Day Revolving Credit Agreement with Citibank N.A. valued at unsecured revolving credit facility with a borrowing capacity of up to $5.0 billion (effective 2023-11-01).

“on November 1, 2023, the Company, Citibank N.A., as administrative agent, and the lenders party thereto entered into a 364-day revolving credit agreement (the “Short-Term Credit Agreement”).”

AMAZON COM INC entered into Five-Year Revolving Credit Agreement with Citibank N.A. valued at unsecured revolving credit facility with a borrowing capacity of up to $15.0 billion (effective 2023-11-01).

“On November 1, 2023, Amazon.com, Inc. (the “Company”), Citibank N.A., as administrative agent, and the lenders party thereto entered into a five-year revolving credit agreement (the “Credit Agreement”).”

AMAZON COM INC reported the third quarter ended September 30, 2023 results: revenue $143.1 billion, net income $9.9 billion, EPS $0.94 per diluted share.

“Net sales increased 13% to $143.1 billion in the third quarter, compared with $127.1 billion in third quarter 2022.”

Brad D. Smith was elected as director at AMAZON COM INC.

“On September 13, 2023, the Board of Directors of Amazon.com, Inc. (the “Company”) elected Brad D. Smith as a director of the Company, and also appointed him to the Audit Committee of the Board.”

AMAZON COM INC reported second quarter ended June 30, 2023 results: revenue $134.4 billion, net income $6.7 billion, EPS $0.65 per diluted share.

“Net sales increased 11% to $134.4 billion in the second quarter, compared with $121.2 billion in second quarter 2022.”

AMAZON COM INC shareholders rejected A shareholder proposal requesting additional reporting on climate lobbying at the 2023-05-24 meeting.

“A shareholder proposal requesting additional reporting on climate lobbying was not approved, as set forth below:”

AMAZON COM INC shareholders rejected A shareholder proposal requesting alternative tax reporting at the 2023-05-24 meeting.

“A shareholder proposal requesting alternative tax reporting was not approved, as set forth below:”

AMAZON COM INC shareholders rejected A shareholder proposal requesting additional reporting on stakeholder impacts at the 2023-05-24 meeting.

“A shareholder proposal requesting additional reporting on stakeholder impacts was not approved, as set forth below:”

AMAZON COM INC shareholders rejected A shareholder proposal requesting a report on content removal requests at the 2023-05-24 meeting.

“A shareholder proposal requesting a report on content removal requests was not approved, as set forth below:”

AMAZON COM INC shareholders rejected A shareholder proposal requesting reporting on content and product removal/restrictions at the 2023-05-24 meeting.

“A shareholder proposal requesting reporting on content and product removal/restrictions was not approved, as set forth below:”

AMAZON COM INC shareholders rejected A shareholder proposal requesting a report on customer due diligence at the 2023-05-24 meeting.

“A shareholder proposal requesting a report on customer due diligence was not approved, as set forth below:”

AMAZON COM INC shareholders rejected A shareholder proposal requesting a report on retirement plan options at the 2023-05-24 meeting.

“A shareholder proposal requesting a report on retirement plan options was not approved, as set forth below:”

AMAZON COM INC shareholders approved The Company’s 1997 Stock Incentive Plan, as amended and restated, was reapproved for purposes of French tax law at the 2023-05-24 meeting.

“The Company’s 1997 Stock Incentive Plan, as amended and restated, was reapproved for purposes of French tax law, as set forth below:”

AMAZON COM INC shareholders approved An advisory vote on the frequency of future advisory votes on executive compensation at the 2023-05-24 meeting.

“An advisory vote on the frequency of future advisory votes on executive compensation received the following votes: One Year Two Years Three Years Abstain Broker Non-Votes 7,270,477,259 11,671,932 67,529,229 18,731,426 1,298,652,951”

AMAZON COM INC shareholders approved The compensation of our named executive officers as disclosed in the proxy statement was approved in an advisory vote at the 2023-05-24 meeting.

“The compensation of our named executive officers as disclosed in the proxy statement was approved in an advisory vote, as set forth below:”

AMAZON COM INC shareholders approved The appointment of Ernst & Young LLP as our independent auditors for the fiscal year ending December 31, 2023 was ratified at the 2023-05-24 meeting.

“The appointment of Ernst & Young LLP as our independent auditors for the fiscal year ending December 31, 2023 was ratified by the vote set forth below:”

AMAZON COM INC shareholders approved Election of Directors at the 2023-05-24 meeting.

“On May 24, 2023, Amazon.com, Inc. (the “Company”) held its Annual Meeting of Shareholders. The following nominees were elected as directors, each to hold office until the next Annual Meeting of Shareholders or until his or her successor is elected and qualified, by the vote set forth below:”

AMAZON COM INC reported first quarter ended March 31, 2023 results: revenue $127.4 billion, net income $3.2 billion, EPS $0.31 per diluted share.

“• Net sales increased 9% to $127.4 billion in the first quarter, compared with $116.4 billion in first quarter 2022. Excluding the $2.4 billion unfavorable impact from year-over-year changes in foreign exchange rates throughout the quarter, net sales increased 11% compared with first quarter 2022. • North America segment sales increased 11% year-over-year to $76.9 billion. • International segment sales increased 1% year-over-year to $29.1 billion, or increased 9% excluding changes in foreign exchange rates. • AWS segment sales increased 16% year-over-year to $21.4 billion. • Operating income increased to $4.8 billion in the first quarter, compared with $3.7 billion in first quarter 2022. First quarter 2023 operating income includes approximately $0.5 billion of charges related to estimated severance costs. • North America segment operating income was $0.9 billion, compared with operating loss of $1.6 billion in first quarter 2022. • International segment operating loss was $1.2 billion”

AMAZON COM INC reported year ended December 31, 2022 results: revenue $514.0 billion, net income $2.7 billion, EPS $0.27 per diluted share.

“Net sales increased 9% to $514.0 billion in 2022, compared with $469.8 billion in 2021.”

AMAZON COM INC reported fourth quarter ended December 31, 2022 results: revenue $149.2 billion, net income $0.3 billion, EPS $0.03 per diluted share.

“Net sales increased 9% to $149.2 billion in the fourth quarter, compared with $137.4 billion in fourth quarter 2021.”

AMAZON COM INC: Amended Bylaws to reflect changes to Delaware law, implement universal proxy card rules, address meeting conduct, and make technical revisions (effective 2023-01-05).

“On January 5, 2023, the Board of Directors of Amazon.com, Inc. (the “Company”) approved and adopted amendments to the Company’s Amended and Restated Bylaws (the “Bylaws”) to: (i) reflect recent amendments to, and align certain provisions with, the Delaware General Corporation Law; (ii) implement procedural and disclosure requirements for director nominees and shareholders proposing director nominees and other business for consideration at the Company’s annual or special meetings of shareholders, including to address the U.S. Securities and Exchange Commission’s recently adopted “universal proxy card” rules; (iii) address the conduct of annual or special meetings of shareholders; and (iv) make technical and conforming revisions and clarifications.”

AMAZON COM INC incurred term loan of $8.0 billion with Toronto Dominion (Texas) LLC at Secured Overnight Financing Rate plus 0.75% maturing 364 days.

“On January 3, 2023, Amazon.com, Inc. (the “Company”), Toronto Dominion (Texas) LLC, as administrative agent, and the other lenders party thereto entered into a credit agreement (the “Term Loan Agreement”). The Term Loan Agreement provides the Company with an unsecured $8.0 billion term loan (the “Term Loan”) that will mature in 364 days, but may be extended for an additional period of 364 days. The initial interest rate applicable to the Term Loan is the Secured Overnight Financing Rate plus 0.75%.”

AMAZON COM INC entered into Term Loan Agreement with Toronto Dominion (Texas) LLC valued at $8.0 billion unsecured term loan, 364-day maturity, interest rate SOFR+0.75% (1.05% if extended) (effective 2023-01-03).

“On January 3, 2023, Amazon.com, Inc. (the “Company”), Toronto Dominion (Texas) LLC, as administrative agent, and the other lenders party thereto entered into a credit agreement (the “Term Loan Agreement”).”

AMAZON COM INC incurred credit facility of $10.0 billion with JPMorgan Chase Bank, N.A. at Secured Overnight Financing Rate plus 0.45% maturing 364 days, may be extended for an additional period of 364 days.

“On November 18, 2022, Amazon.com, Inc. (the “Company”), JPMorgan Chase Bank, N.A., as administrative agent, and the other lenders party thereto entered into a 364-day revolving credit agreement (the “Short-Term Credit Agreement”). The Short-Term Credit Agreement provides the Company with an unsecured revolving credit facility with a borrowing capacity of up to $10.0 billion. The term of the Short-Term Credit Agreement is 364 days, but it may be extended for an additional period of 364 days. The initial interest rate applicable to outstanding balances under the Short-Term Credit Agreement is the Secured Overnight Financing Rate plus 0.45%, with a commitment fee of 0.05% on the undrawn portion of the credit facility.”

AMAZON COM INC entered into Short-Term Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent, and the other lenders party thereto valued at up to $10.0 billion (effective 2022-11-18).

“On November 18, 2022, Amazon.com, Inc. (the “Company”), JPMorgan Chase Bank, N.A., as administrative agent, and the other lenders party thereto entered into a 364-day revolving credit agreement (the “Short-Term Credit Agreement”).”

AMAZON COM INC reported the third quarter ended September 30, 2022 results: revenue $127.1 billion, net income $2.9 billion, EPS $0.28 per diluted share.

“Amazon.com, Inc. (NASDAQ: AMZN) today announced financial results for its third quarter ended September 30, 2022. • Net sales increased 15% to $127.1 billion in the third quarter, compared with $110.8 billion in third quarter 2021.”

David H. Clark departed as CEO Worldwide Consumer at AMAZON COM INC.

“On June 3, 2022, Amazon.com, Inc. (the “Company”) announced that David H. Clark, CEO Worldwide Consumer, is resigning from the Company, effective as of July 1, 2022.”

Thomas O. Ryder retired as Director at AMAZON COM INC.

“On November 10, 2021, Thomas O. Ryder informed Amazon.com, Inc. of his decision to retire from the Board of Directors effective December 31, 2021.”

Edith W. Cooper was elected as Director at AMAZON COM INC.

“On September 20, 2021, the Board of Directors of Amazon.com, Inc. (the “Company”) elected Edith W. Cooper as a director of the Company, and also appointed her to the Leadership Development and Compensation Committee of the Board.”

Andrew R. Jassy was elected as director at AMAZON COM INC.

“the Board of Directors elected Mr. Jassy as a director of the Company effective as of the date he becomes President and Chief Executive Officer.”